Apple Farmers and Vipers
by M1ghtyPen
Summary: A changeling, cut off from the Swarm, tricks Braeburn into saving her. Appleloosa seems like the perfect place to hide while she mends her wounds, but the frontier town may not be as defenseless as it seems.
1. Chapter 1

Changelings could not experience the world like most other ponies. They had almost no concept of personal identity; they were drones from birth, and were raised to see themselves as one part of the larger entity that was the Swarm.

This was a problem for one changeling that had the misfortune of being lured away from the rest. She'd been following a particularly speedy blue pegasus pony through the streets of Canterlot, amused at how nimble the stubborn little creature was. Now she lacked the presence of mind to realize that she was straying too far away from her comrades.

At the time she had worn the guise a garishly orange mare dressed in a strange skin-tight blue jumpsuit. Whoever the stallion was, his love for the mare was strong enough that it made the chase worthwhile.

For a few minutes the changeling enjoyed herself. The blue colt was extremely athletic; his burly form was shockingly agile and he had the kind of endurance that would make most professional athletes jealous. She chased him in the dying twilight, savoring the chase and the taste of his fear.

It would be weeks before the changeling understood what happened next. Magic suddenly saturated the air around her, so sickeningly overwhelming that she could hardly stand to breathe. An unstoppable force crashed into her and sent her careening wildly out of control. The changeling joined her kin as they were catapulted out of the city, hurled carelessly away like garbage blowing in the wind. It was, she decided, an extremely unpleasant experience. Her queen would be very displeased.

Her flight path was different from the others. The changeling worried when she realized that she would not land in the same place as the rest of the Swarm. She tried to correct her course, but the fragile membranes of her wings tore away from her body the moment she opened them. The pain blinded her and she momentarily blacked out.

When she woke there was a very large, very frightening object rushing to meet her. She was on a collision course with Equestria itself! The changeling instinctively tried to flare her wings, but there was nothing left of them. She saw a quaint little western town pass by and briefly wondered if she looked like some sort of shooting star to the ponies below.

The town disappeared behind her. Now there was only the ground, approaching at a speed that gave her precious little time to come up with a plan.

Fortunately the changeling wasn't completely helpless. She had gorged herself on love and other emotions in Canterlot, and all that magical energy was still coursing through her body. She forced it out in front of her, slowing her descent and creating a protective green dome of energy. She hoped it would be enough.

The changeling had never been very good at magic, but sometimes brute force accomplished what an experienced hoof could not. The shield held as she hit the ground, earth and debris scattering in every direction from the colossal impact. She breathed a sigh of relief as she skipped across the ground like a stone over a lake's surface, her magical shield protecting her from harm. Had she not been in fear for her life she might have thought this a surprisingly pleasant way to travel.

Then the magic faltered. The changeling truly began to panic as she saw a mesa approaching. Hitting level ground was bad enough, but if she hit the sheer rock wall at full speed there would be nothing left of her but a green smear.

She wasn't quite that unlucky. Her shield held until she hit the mesa before shattering like an eggshell against the unyielding rock. The impact wasn't what it might have been otherwise, but it still caused her to lose consciousness for the second time that day.

The changeling woke to the sound of a wounded animal howling. She didn't realize right away that the animal was _her_, or that the chitin along her left side had been deeply fractured by the impact. Some of the larger cracks were so deep that she could see the oozing green of her innards. Trying to move only fractured her exoskeleton more, causing more pain than she could ever remember experiencing.

She tried to contact her queen. Chrysalis was out there somewhere, alive and undoubtedly making preparations to restore her kingdom to its former glory. The changeling reached out to her, using some of the tiny reserves of power she had left: "_My queen, help me. I am dying._"

The queen brushed her away so casually that it hurt. _"I have other concerns."_

Nothing made sense. Her queen loved her. Her queen looked after her. Why was she being ignored? "_Please don't let me die out here. Wasn't I a good changeling? Wasn't I a good daughter?_" No matter how hard she concentrated, Queen Chrysalis wouldn't respond. The psychic connection between subject and ruler began to fray apart as the changeling made one last plea for help and was again refused. The queen evidently had better things to do.

The changeling could feel herself growing weaker. She shut her eyes and tried to lie still to avoid causing herself any more pain than was absolutely necessary. This was it then; She would bleed out onto this pathetic patch of dirt, cut off from her Swarm and completely helpless. It seemed a poor reward for years of faithful service to the Swarm. She felt the urge to cry as ponies sometimes did, but she had no tear ducts.

Hoofsteps disturbed her just as she was about to nod off. "Hello?" someone called. "Anypony out there?"

The changeling felt a surge of hope. She could feel concern flowing from the approaching pony. It gave her just enough strength to change shape, but she had no idea what form would be well-received.

A lantern bobbed out of the darkness and offered a solution to her problem. The changeling could see a tan earth pony approaching. She quickly summoned the image of a similar pony and felt the magic wash over her, molding her flesh like soft clay until she resembled an orange pony she'd briefly encountered in Canterlot. This also had the unfortunate effect of twisting her injured side while it reformed. The changeling struggled to stay awake even though it would probably be a mercy to pass out again.

"Hey over there!" the pony cried. "What're you doin' out here? Are you alright?"

He drew closer and set his lantern down, illuminating himself a bit better in the process. His orange mane peaked out from beneath a dusty cowpony hat that complimented his leather vest. The changeling was reminded of an old western she had once seen while infiltrating Manehattan many years before. She couldn't remember much about it, but it had something to do with an angry pony that had a scar on his face.

The cowpony knelt beside her and lightly touched her side. The changeling wheezed out an agonized breath. "Looks like your ribs are broke. I can't carry ya like this but I got an old wagon I could load ya in."

The changeling shook her head, afraid of being left alone in the desert. "I'll be right back," he promised. "Don't you be scared now, y'hear?"

"Hurts," the changeling whispered. At this rate she wouldn't be able to keep breathing for much longer. Each breath hurt more than the last as it shifted her new ribs. Ponies, she decided, had very inefficient bodies.

Braeburn knelt next to her and gently brushed her hoof with his own. "I know it does," he soothed. "Try not to move. I'll be back with that wagon 'fore you can even notice I'm gone."

The changeling smiled. Somepony was caring for her, and that gave her strength. She wasn't looking forward to being carted into town like a bushel of apples, but she could tolerate the embarrassment if it meant surviving the night.

Braeburn took off at full speed. True to his word, he returned as quickly as he could with a wagon in tow. When he tried to lift her into the wagon the changeling finally lost her tenuous grasp on the waking world. The pain had finally become too much, and she was exhausted from a hard day of terrorizing ponies. Sleep took her in an iron grip and she had no choice but to surrender to it.

* * *

The changeling woke in a hospital bed. At least, she assumed that this was how a hospital bed should look. She'd never been in a hospital before, but the stories of soft sheets and clean white bandages seemed to be right on the money. She hoped the stories of scary needles were less accurate.

A unicorn in a white lab coat was examining some x-rays next to her bed. "Ah, look who's awake!" he exclaimed. "I'm Dr. Stable. Welcome back to the world of the living. How do you feel?"

The changeling shut her eyes and tried to take stock of her injuries. Eventually she had to stop counting. "Awful," she answered. "Should I feel differently?"

"I wouldn't think so." The unicorn sighed and set the x-rays down on a countertop. "I don't know what you were doing out there in the desert, but you took one of the worst beatings I've ever seen. What happened to you? No, better question: who are you? I've treated just about everypony in town at one point or another, and I don't think I've ever seen you before."

The changeling was not used to thinking for herself. She struggled to think of a believable name that related to the cutie mark she had given herself. "My name is…Carrot…um, Cake. Carrot Cake."

Ponies liked cake, right?

Luckily the changeling was rescued from the doctor's suspicious gaze by a knock at the door. "Come in," Dr. Stable sighed. "Make it quick because she needs her rest."

A face framed by an orange mane and a cowpony hat peeked into the room. "Howdy miss!" Braeburn called. "How are ya?"

"Why does everyone…everypony keep asking me that?"

"Dumb question I guess," Braeburn admitted. "Just wanted to make sure you'd be okay."

"She'll survive," Dr. Stable said hesitantly. "That doesn't mean she'll be _okay_. You'd be hard-pressed to find one of the few ribs that she didn't break and her shoulder blade was badly fractured. She's not going to be doing much of anything apart from lying in bed for a few weeks at least."

"Well what in tarnation happened out there?" Braeburn asked. "You were in a right awful state, miss. Still are, if'n Doc here knows his stuff. What did this to ya?"

The changeling was beginning to sweat. She wished she had her old body with its hard chitin plates and smooth exterior. It was much more comfortable. "I didn't what attacked me. It was dark."

"There was somethin' that flew over the town last night," Braeburn said thoughtfully. "Happened not ten minutes before I found you. This is the first time somepony's been attacked so close to town in years. Seems a little too much for a coincidence, if ya ask me."

Stable rolled his eyes and went back to the x-rays. "Let's not let our imaginations get the best of us. Ms. Cake has plenty to deal with at the moment."

Braeburn shrugged his shoulder, somehow drawing his back legs into the gesture and making his whole body bob up and down. The changeling had never seen a pony shrug with all four legs before. "Yeah, reckon you're right. She'll need a place to stay for a while, right? Aunt and Uncle Apricot might be willin' to look after her for a while."

"That might be best," Stable agreed. "Still, she'll be here for at least a week. Her side was scraped raw in some places and we need to make sure infection doesn't set in. After that we might see about moving her."

"You're the expert. Now that everything's sorted out I guess I'd better get back to work." Braeburn tipped his hat and smiled. "Ma'am."

"Who was that?" the changeling asked once the cowpony had backed out of the room.

"Braeburn," the doctor said absently. He was still going over her x-rays. "Sherriff's deputy and farmhoof, among other things. He's pretty popular around here." He squinted at his work, looking extremely annoyed. "There's something off about these images. Look at how fuzzy they are!"

The changeling bit her lip and tried to look innocent. She knew exactly what had happened; the magical energies coursing through her body must have distorted the x-rays just as they would interfere with most other forms of technology. Dr. Stable slid them into a folder and scribbled her name on the front. "We'll get the machine examined later. Can I get you anything? You haven't eaten in a while."

The changeling had little interest in food. Love and affection were by far the most satisfying forms of sustenance, delectable beyond belief and extremely addictive. The clinical concern of her doctor, however, was like eating a single potato chip: tasty, but hardly filling. She found herself missing the taste of Braeburn's freely-given affection. It was better than the trickle of emotion from her doctor, if only just.

With no other way of sustaining herself, the changeling would have to eat. "Food would be nice," she sighed. "And…and tell Braeburn that I said 'thank you'."

The doctor was already gone, so she doubted that he'd heard. She didn't much care one way or the other. The changeling let out a bored sigh and decided to go back to sleep. She was exhausted, even after only being awake for a few minutes. Healing could do that to a pony.

Before she nodded off she made one final attempt to contact her queen: "_Forget about helping me. I don't think I want your help anymore._" She received no answer, but she hadn't been expecting one.

* * *

Dr. Stable, had he been asked, would have described the little orange pony as "freakishly healthy". Her recovery was, for a medical professional, downright unnerving. During the next week he paid close attention to her condition. He made careful not of the incredible speed at which she was healing, her strange blood chemistry, and her impressive appetite. Then he immediately buried the notes.

He was intimately familiar with such symptoms, more so than he would care to admit.

Within four days Carrot Cake was ready to leave the hospital. She said her goodbyes to the nurses, thanked Dr. Stable for all of his help, and walked to her new home under her own power. Dr. Stable tried not to call attention her miraculous recovery. It was best, he decided, to keep such a thing under wraps for now because he wasn't quite sure if his former patient was dangerous.

There were creatures that could pretend to be a pony. strange beings that could change shape when it was convenient for them. He was most familiar with changelings, but they were just the tip of the supernatural iceberg. There was an entire world of weirdness out there, and at its center were the creatures known as the fey. Sometimes it was a good idea to befriend them. Other times it was best to leave them be.

But it was _never_ a good idea to cross one. Stable resolved to keep a close eye on Carrot Cake in case she turned out to be a threat. He was, after all, a medical professional in a relatively wild and untamed portion of Equestria. It was only natural for him to come across unnatural things from time to time, usually when he examined their victims. He knew who to contact if there was trouble.

Hopefully it wouldn't come to that. Carrot Cake seemed friendly enough and Stable wished her nothing but the best. He was even hoping that she'd stick around for a while since Braeburn had gotten so attached to her.

Still, there was always that business card at the bottom of a drawer in his desk. Perhaps he would call Mjölna just to be on the safe side. There was nothing wrong with getting a second opinion.

Farmers and vipers and all that.

* * *

_I think I'll just leave this here. The entire story is done, but the way. Since most of my stuff goes unfinished that should be a welcome surprise. I just have to go through and change a few minor details, like getting rid of an OC that totally should never have existed. BRAIN, YOU HAVE FAILED ME. _

_I think people might be getting burned out on changeling stories by now. I haven't been keeping up on my fanfic reading lately, but I've seen quite a few changelings running around. Oh well. Maybe I can draw people in with __Mjölna. She seems to have developed a small fan base. Personally I'm glad to see that Thor found a way to Equestria, even if it means he pulled a Loki and changed genders._

_That's totally not my backstory for Mjölna, by the way, just in case you were worried. Using a changeling for the main character instead of a regular pony might take some getting used to, but throwing in a thunder god? That would be…_

…_I'll be right back. I have to go write a story about a changeling and a thunder god._


	2. Chapter 2

'Carrot Cake' spent the next few weeks trying to make herself useful to Braeburn's family. The Apricots ran a general store situated directly across from the Salt Block, the town's only saloon. It was prime real estate and business was good, but the two old ponies sometimes had trouble keeping up.

Dried Apricot was a crotchety old stallion, but he knew how to run an honest business. His wife Jam was his equal and opposite: sweet, gentle, and soft-spoken. Together they managed to keep the store going, though they were getting on in years and in need of some help.

At first the Apricots wouldn't hear of her lifting a hoof to help them. This frustrated Carrot to no end since she was essentially confined to the building and had no way to occupy herself otherwise.

Carrot's health improved quickly. She astounded her caretakers, both of whom insisted that her recovery was nothing short of miraculous. That didn't make the changeling any less restless, and before long she was taking short walks around the shop and outside to rest on the porch. It was on one such outing two weeks after coming to live with the Apricots that she met another of the fey.

Carrot Cake was sitting on a bench outside the store, smiling at passers-by and soaking up any stray feelings of compassion that were coming her way. She was a bit attention-starved of late, having survived on the unsteady stream of hospitality given to her by the Apricots and by augmenting her meager diet of affection with ordinary pony food. She was getting used to eating, but still found it annoying.

A new pony, one that she'd never seen before, came ambling down the road. He was tall and gangly, with an unruly beard and a mane the color of moss growing on a riverbank. His fur was a very pale shade of grey and his eyes were bright green. His lanky build and brightly-colored mane made him look like a tree that had learned to walk. "Hello, creature!" he exclaimed as he neared the store. "I haven't seen you around town before. Are you here on official business?"

Carrot Cake looked around to see if she was being watched. "I beg your pardon?"

The old stallion shook her hoof gently. "Name's Leshy, or that's what the local cow herders call me. I live in the Apple orchard near the bend in the river. I must say, it's a pleasure meeting another of the fair folk. The ones in these parts aren't very sociable."

"Um, fair? You really think so?" The changeling was beginning to sweat, an unfortunate result of imitating a pony. She felt bad for these poor creatures that were cursed with fleshy, fragile exteriors. "How…flattering."

Leshy grinned and pressed a hoof to his lips. "I won't say another word, I promise. Come and visit me sometime; it gets lonely all by myself." He walked into the store and, moments later, came out with a huge bag of dog food. "For the wolves," he explained, and trudged away.

Carrot Cake stared at his hoof prints. They were facing the wrong way. She looked around to see if anyone had noticed and saw to her great concern that someone had.

Across the street, leaning against the saloon's door, was another pony she had never seen before. This one was much shorter than Leshy and not nearly as colorful. Carrot Cake could make out a tan coat, but the mare was facing her straight on and her cutie mark wasn't visible.

"Hey, there's the town's newest arrival!" Braeburn called as he trotted up to the porch. "How've ya been? The Apricots treatin' ya okay?"

"Fine," she replied distractedly. Something on his vest caught her eye when it glinted in the sunlight. "Working as a lawpony, are we?"

"Huh?" Braeburn glanced down at the silver star pinned to his worn vest. "Nah, I'm just about finished for the day. Why? Somepony givin' ya trouble?"

Carrot Cake looked over to where the tan pony was standing only to find that she'd disappeared. "No," she sighed. "Everypony's been great. Thank you."

"Well I was just makin' the rounds and thought I'd stop by and visit. That alright?"

"Fine with me." Braeburn pulled up a rocking chair and sat down. Carrot Cake could feel his emotions quite clearly; it almost seemed like he was deliberately projecting. He radiated affection and concern, each in somewhat larger quantities than she'd expect from somepony that had only known her for a few weeks. Soaking it up was like basking in sunlight on a warm day.

Braeburn's aunt stepped out onto the porch with a pitcher of lemonade. "It's mighty hot out here," she commented. "Thought you kids might like something cold to drink."

Braeburn set the lemonade down on a table between them and his aunt slowly walked back inside. "She doesn't get around very well," Carrot Cake observed. "Her husband is…spry, I suppose. He moves better."

"Yeah, she doesn't walk too well these days." Braeburn took a long drink of lemonade and sighed happily. "More like she putters. But that's what happens when ya get old. Stuff quits workin' like it should."

"Sorry, did you say she _putters_?"

Braeburn did his four legged shrug again, which was quite a feat as he was sitting down at the moment. "'s a good word for it." He noticed her smile and asked "What? Never heard of a pony putterin' around?"

"You're right. That's a good word. I like 'tottering' too, but it implies that she's unstable."

"Nah, Aunt Apricot is stable as stable gets. Her and Dried Apricot have been through a lot over the years. They moved here for a quiet life away from the big city."

"It seems that they've found it," Carrot Cake remarked. "Appleloosa is a lovely little town."

"Sure is." Braeburn waved to several ponies pulling a heavily loaded wagon. "Folk around here are real _neeeeiiigh_borly." He laughed while Carrot Cake groaned, but only because she was smiling. "I guess you'll be leavin' once you're all healed up? Where ya from anyway?"

_I can handle this_, the changeling told herself. Over the last few days she had been rehearsing her story and she was pleased with the results. Thinking independently was starting to come naturally to her after so long away from her queen. _Just relax. I'm a pony now. There's no need to panic and think up some ridiculous lie._ "Canterlot," she answered, feeling proud of her confident delivery.

"I figured," Braeburn said. "Ya sound like it. What's the capitol like?"

Carrot Cake tried to imitate his shrug. It felt like her hips were about to dislocate. "It's loud and crowded. There are lots of ponies running everywhere as fast as they can. Sometimes it was too much to handle." _And there was lots of screaming_, she thought, but Braeburn didn't need to know that. "I don't think I will be going back. I will stay here if I can."

"That's good. It's always nice to have a new face 'round here." Braeburn rolled out of his chair and onto his hooves. "Reckon I outta go. Lots to do back at the orchard and all that. I'll see ya later!"

Carrot Cake waved as Braeburn trotted away. She settled back onto her bench and savored the taste of his friendly affection. It was a nice treat after dealing with pony food all day.

* * *

Dr. Stable met with Mjölna in his office later that night. He wished he could be meeting her under better circumstances, but they could catch up on old times later. Mjölna would know what Carrot Cake was and could probably tell at a glance if she was dangerous. Stable didn't want to think about what might happen if she was in fact a threat.

"She's one of the fey," Mjölna explained. "One of the forest folk paid her courtesy, but that means she could be almost anything. Changing appearances isn't exactly a rare talent. We'll have to watch her and look for any other giveaways."

"How likely is it that she's hostile?"

Mjölna showed a rare smile. She was usually so stern, and Dr. Stable took it as a good sign. "Hard to say. She hasn't attacked anypony yet. That rules out most shapeshifters, since she'd have starved by now. Some of the fey are too dumb to be convincing for very long, so we can rule out those too. Given what's left, I'd put my money on her being harmless."

Her smile, barely there as it was, fell away. "Just don't count on it. The hidden world is in an uproar after the changelings invaded. Canterlot was too big of a target for them, but Appleloosa is just a little frontier town. We don't have an alicorn nearby to help us out if we get into a jam. I hope this thing, whatever it is, is harmless. Just make sure you stay out of my way if it isn't."

Dr. Stable knew better than to argue. Mjölna was a true professional. She and Stable had met several years ago when Appleloosa was still just a tiny settlement trying to get its legs beneath it. An infestation of blightmites had badly injured three ponies and nearly ended the little town before it had gotten started.

Mjölna didn't always work alone. Stable had helped her get rid of the blightmites and had treated her injuries after the job was done. They had become good friends, and he was glad that such a tough mare thought him worth knowing.

Not that he had any deeper feelings for her, of course. That would have been wholly inappropriate.

* * *

It was several more days before Carrot Cake finally convinced the Apricots to let her help around the store. They only let her do the smallest of tasks, but she was happy to have some way of occupying herself. Sitting around on her flank had gotten old very quickly and it had left her with too much time to dwell on her future.

And dwell she had. Carrot Cake's desire to live like a normal pony confused her. Was it some sort of side effect of the spell that had cast her out of Canterlot? Was she defective somehow, a diseased creation that her queen wouldn't want even if she had a chance of going back to her old life of servitude?

Maybe she had just gained a new perspective. The changeling had never tried to live as a normal pony. She'd spent time infiltrating towns and cities, true, but that wasn't the same as living there and being a part of the community.

She hoped she could make this new life last. It seemed possible; even if she happened across Queen Chrysalis herself the spell used by changelings to change shape was incredibly hard to detect. She was confident that her secret was safe as long as she could blend in.

It frightened her that Leshy had seen through it. She didn't want to think about the kinds of creatures that could _accidentally_ penetrate such a powerful spell.

Braeburn was visiting more often now that she was on her hooves. She had made a few friends around town but he was by far the closest. She liked having him around, but the taste of his affection was slowly changing. She recognized the flavor but wasn't sure if the change was a good thing. If Braeburn was starting to feel more powerful emotions than friendship, how would she handle it?

She got the chance to find out soon enough. Braeburn visited one day looking a little different than usual. His vest and hat were wiped clean of any dust, his mane had recently been brushed, and his face was a shade closer to red than it had been yesterday. Carrot Cake was enjoying her morning coffee when he found her, opening with his usual "Howdy!" as he sat next to her. "Nice day."

"It is."

"Weather team 'round here can be a bit unreliable sometimes, but they say it's gonna be sunny all day. Real nice for this time of year, what with summer not bein' miserably hot yet." Carrot Cake nodded in agreement. "There's a hilltop I know just north of town. It's actually pretty close to where I found ya that night. It's got a great view of the apple orchards in bloom. Maybe we could head up there and enjoy the weather?"

Carrot Cake focused on keeping her smile in place while her emotions warred with one another. On one hoof Braeburn was a nice stallion and she fully intended to put down roots in Appleloosa. There was no reason to turn him down, especially since she had to admit that his affection was delicious.

On the other hoof she already felt a bit guilty about lying to him. Braeburn deserved honesty, and there was absolutely no way she could tell him the truth. Carrot Cake wasn't sure how he would react if she showed him her true face but she was certain it would involve screaming and probably fleeing at some point.

_I'm over thinking this, _she decided. _This isn't a long-term relationship. It's just a picnic. It doesn't have to be anything that I don't want it to be. _"That sounds nice!" Carrot Cake blurted. She buried her muzzle in her coffee cup in an attempt to hide her blush. _Too eager. That sounded much too eager_.

"Great!" Braeburn exclaimed. "We'll head out after ya finish workin' the register."

Carrot Top felt a shiver travel down her spine. She looked across the street and saw a familiar tan pony watching her. This time she could see a bit of her cutie mark: a hammer and a lightning bolt.

"Carrot?" Braeburn asked.

"Yes?"

"I asked when I should stop by."

"Oh! Later this afternoon, perhaps four o'clock?"

Braeburn hopped off the bench and onto his hooves. "Sounds like a plan!" He tipped his hat and grinned, showing two rows of perfectly white teeth. "Goodbye 'till then, Miss Cake."

Carrot Cake waited until he was gone, then backed slowly into the store and shut the door behind her. She glared out the window at the tan pony, trying to look as menacing as possible without revealing her true nature. The other mare didn't seem impressed. Carrot didn't blame her; it was hard to look scary without glowing eyes and fangs.

"Mrs. Apricot!" Carrot cake called. "I have to leave for a while. I'll be back soon."

* * *

Not far from Appleloosa was a dilapidated apple orchard that had been unoccupied for longer than most ponies could remember. Carrot Cake was fairly certain that this was the orchard that Leshy had mentioned. She hadn't seen a bend in the river yet, but it might have been farther into the orchard. Carrot Cake had come here looking for advice but she was beginning to think that she had made a mistake.

For a long while she stood in front of an abandoned building. It had probably been a farmhouse, but it was in such bad condition that it could just as easily have been a barn. There was almost nothing left but the foundations, and soon the trees would even claim those. There were few apple trees left after so many years without proper care; they were slowly being strangled by thick undergrowth and other, hardier trees.

Carrot Cake reluctantly pushed into the orchard itself. The trees now resembled something more like a forest than an orchard and became thicker as she trekked further in. Soon she was threading her way between huge trunks with canopies that turned the midday sun into a barely perceptible haze of green and black.

Animal sounds kept her company as she walked. Birds sang, squirrels fought amongst themselves, and insects went about their business as loudly as possible. It was comforting to hear life all around her.

And then suddenly it wasn't. Something large moved ahead of her, crossing over the tiny path she followed in a blur of shadow. It wasn't a pony, but she could tell that it moved on four legs. Leaves rustled behind her and the changeling saw another shape pass by only a dozen yards away. _I wish I still had wings,_ she thought bitterly.

"Growl! Snarl!" a strange voice called. "What are you doing?" One of the shadows paused as it tried to close in on her. Now that she could get a good look at it Carrot Cake saw an elongated snout filled with sharp teeth and two glowing, predatory eyes. "We have a visitor, so be polite. Apologies, miss. Let me put on my face and I'll be right with you."

After a few moments Leshy strolled out of the darkness, completely at home in his domain. The canopy overhead seemed to let in just a bit more light, giving Carrot Cake a good look at the creatures that had been stalking her. They were ordinary timber wolves, though that wouldn't make her feel any better if they had tried to tear her to pieces.

"Rude beasts, aren't they?" Leshy asked. "I'm very sorry. I thought I had trained them better." He glared at one of the wolves, which then slunk away with its tail between its legs. "Shameful. Anyway, how are you mending? Are you liking life in Appleloosa?"

Carrot Cake allowed herself to relax. She, like every other fey creature, was familiar with the Shadow Proclamation. It was a bit strange that Leshy wasn't doing things by the book, but it was also strange that he was living as a hermit in an old apple orchard and buying dog food for timber wolves. Strange was par for the course. "I hereby accept your hospitality," she proclaimed. "We will hold congress in peace under the laws of the Unseely Court."

"What, that ragtag bunch of misfits your so-called queen put together?" Leshy asked. He laughed heartily at her shocked expression. "I'm sorry, but you can't expect me to bother with the laws set forth by someone like _Chrysalis_."

Carrot Cake wasn't here on official business, but she decided to go along with the ruse. She didn't want Chrysalis to find out where she was and if Leshy believed that she had a legitimate purpose in Appleloosa then he wouldn't bother mentioning it to anyone. "My queen is not to be trifled with," she growled. "Mind your tongue."

Leshy's good-natured smile immediately disintegrated into a threatening scowl. _That was a bad thing to say_, Carrot Cake thought. _That was really, really bad. This level of badness has rarely been seen in this world or any other._

"Your queen is a child playing princess!" The orchard-forest around them shook with the force of Leshy's words even though he hadn't raised his voice. "She tried to claim Celestia's kingdom without truly knowing the alicorn's power. I'll grant you that Chrysalis became a true threat for a moment, but she foolishly squandered the strength she had gained. Had she been present when the alicorn recovered, her wrath would have baked your little queen to a cinder."

Leshy suddenly stood eye to eye with her, bending down so that they were on the same level. Carrot Cake hadn't seen him move; he had shifted from one place to another so quickly that her eyes hadn't noticed. "I have danced with the Winter Queen and parlayed with Celestia herself. The Summer Court counts me among its advisors. I am not as strong as your queen, but I am ancient beyond your comprehension and I've been privy to secrets that would drive lesser beings mad. I have _never once_ allowed anyone to threaten me and get away with it. Do not try to intimidate me in my own domain, little one. It makes me…cranky."

"I didn't mean to insult you." Carrot Cake bowed her head respectively. "I am very sorry."

Leshy sighed heavily and walked back into the forest, Carrot Cake trailing in his wake. "Oh, get up already. I do name-drop rather well, don't I?" His wolves rushed by and made the underbrush shake alarmingly. "Something like me gets along with other immortals very well. I am friendly, I am ancient, and I do not cause trouble. You'd be surprised how many parties I used to get invited to."

"I need help." Carrot Cake jumped as a timber wolf shot by her and snarled. Leshy didn't notice. "There's a strange pony in town. I think she knows what I am."

"How is that a problem?" Leshy asked. "Pretend to be somepony else."

"I'd rather not." Carrot winced as Leshy swung his head around to fix her with a piercing stare. "It's complicated."

Leshy snorted in disbelief. "You're lying to me! That's very rude, little one. Your link to Chrysalis has become so weak that I can hardly sense it. You've gotten attached to one particular shape. What is happening to you, changeling? What are you hiding? If you want help then you'll have to be honest."

"I don't want to go back to the Swarm. I want to stay here."

Leshy stopped in his tracks, his eyes taking on a disturbing glow. Did they always do that when he was surprised? "Really?" he asked. "You want to live as a pony? Why?"

Carrot Cake thought about her date with Braeburn and her home with the Apricots. Her old home had been wherever her queen had ordered her to go. In her current state Chrysalis might not even accept her; a changeling that could not fly would slow down the others. "My queen wouldn't want me," she answered. "I wouldn't want her either. She gave me up for dead, so she will be dead to me."

Her companion chuckled dryly. "A fitting decision, but such things are easier said than done. I suppose I can understand why you don't want to change shape. Tell me about this mystery pony."

"She showed up a few days ago. She's got a tan coat and a blond mane. His cutie mark is a hammer set against a lightning bolt."

"A hammer?" Leshy stared at the ground, lost in thought. Carrot Cake couldn't see how he walked through the forest so easily; she was constantly stumbling over roots and fallen limbs even with the light his eyes offered. He seemed to flow over the ground rather than walk, sliding along with the forest offering no resistance at all. "Her name is Mjölna" he finally said. "You may know her better as 'Oh-god-run-it's-her'."

"My queen mentioned her."

"Did your queen tell you that she is nothing but an ordinary earth pony?" Leshy paused and a fleeting smile crossed his face. "Well, maybe not _ordinary_, but still just a pony. She has no magic of any kind and yet she is feared by nearly every fey creature in existence."

"Why?"

"Because she is clever." Leshy chuckled dryly. "That's all it takes, really. A fragile little earth pony can intimidate almost anything she wants, as long as she learns how. Mjölna learned. She has a gift for finding weakness and exploiting it. She is the only monster hunter to live beyond the age of twenty-five. Ever."

This was beginning to sound much worse than she'd first thought. The changeling was prepared to frighten away some ill-informed vigilante, but she had no idea how to deal with Mjölna. Queen Chrysalis, the changeling that had defied a goddess, had spoken of her fearfully. If Chrysalis was afraid of her, then what chance did one of her former servants have? "What do I do?" she asked.

The forest around them was beginning to thin out. Carrot Cake supposed they were reaching the other side of it. "Have you eaten anypony lately?"

"Of course not!" Carrot Cake hissed. "What a horrible thing to ask!"

"Then you'll be fine," Leshy chuckled. "Mjölna is a monster hunter, but that doesn't mean she's a monster herself. If she doesn't see you as a threat to innocent ponies, she'll leave you alone."

"Chrysalis said she was a coldblooded killer that didn't understand the concept of mercy."

"Chrysalis would," Leshy sniffed. The trees parted suddenly. Carrot Cake stared, dumbfounded, at the cash register in front of her. She was standing behind the counter at the general store. "How?" she whispered.

"Thanks for the visit," Leshy whispered behind her. "Don't be a stranger." Carrot Cake turned around, but saw only the wall behind her.

She smiled and leaned back against the counter. Her side was beginning to ache from all the exercise. "Let's hope that's the end of that," she mused. "I've certainly been having a lot of weirdness in my life for a pony trying to be normal."

* * *

_Some of you might be surprised to learn how the rest of the few view Chrysalis. Really though, can you blame them? She attacked a city guarded by two goddesses. That's two more goddesses than she could handle. We saw Celestia dance at the wedding, so she couldn't have been hurt THAT bad. I think that, had Celestia been given time to shake off that sucker punch, Chrysalis would have wound up a greasy stain on the floor. But that's just my opinion._

_I wonder why Dr. Stable thinks it would be inappropriate to have feelings for __Mjölna. Maybe it's because he's patched her up so much that he considers her a patient. Or…maybe it's something else. Neither of them are OC's by the way, even if I've taken liberties with Mjölna's character. Doc Stable appeared in _Read it and Weep_, while Mjölna appeared in _The Avengers_. Wait, no…that's not right…_

_Leshy is something from Slavic mythology called…get this…a Leshy. I'm so creative. Fans of Dr. Who will note the reference to the Shadow Proclamation, which the Doctor cites numerous times throughout the show. Does this mean I'm working on a story about a pony with a blue box? It does. It totally does. So far I'm having lots of fun writing it._

_Hey, one last thing! If anyone did a review of one of my stories and I didn't see it, thank you. I've been away from for a while now, so I've gotten some without seeing them. I'm super grateful to each and every one of you for taking the time to read my work. Please please PLEASE don't be afraid to give constructive criticism. Thanks a boatload!_


	3. Chapter 3

Carrot Cake had to close up the store before leaving to meet Braeburn. The sun was almost setting by the time she finished and she worried that she wouldn't make it in time. Braeburn was waiting for her at the edge of town, picnic basket balanced on his back. "Howdy! Ready to go?"

"Sorry I'm late," Carrot Cake said quickly. "I had to close up and I didn't realize it would take so long."

"S'alright. We're gonna get there right at the perfect time, so it worked out. Look up there!" He pointed with a hoof at a small mesa that rose out of the dirt at an odd angle. "That's us. There's a hoofpath 'round back we can use."

As they drew closer to the mesa Carrot Cake began to recognize the area. They passed by several furrows that her landing had dug into the earth, but they were shallow enough that Braeburn didn't recognize them for what they really were.

Carrot Cake noticed something black and shiny lying half buried in the dirt as she passed by. She had really made her mark on the desert; pieces of her exoskeleton were probably scattered from here to Dodge Junction.

The path up the mesa was, for better or worse, very hard to spot. It guaranteed privacy but the climb was a bit of a challenge. When they finally reached the top Carrot Cake was trying to maintain her composure while taking in deep, heaving breaths of the dry desert air. She was starting to sweat, a bodily function that she greatly detested. It didn't seem to be helping, so what was the point? Why couldn't ponies grow thick plates of chitin? What did they expect to accomplish by oozing bodily fluids everywhere?

Braeburn, as if trying to spite her, was not even breathing hard. He set the picnic basket down and began unpacking, first laying out a table cloth to sit on. Out came salad, bread, cheese, and even a bottle of wine. "You pulled out all the stops," Carrot Cake noted.

"Did what I could." Braeburn sat down on the table cloth and motioned for her to join him. "Take a gander over at the orchards. The show is about to start."

Carrot Cake watched as the sky overhead slowly turned pink. The orchard below, laid out before them like flower petals scattered at the royal wedding, came to life in the sunlight. Each apple blossom caught the sunset just right, turning the trees into a carpet of orange and red. The trees shifted in a gentle breeze, causing the entire display to shimmer faintly. The area around the orchards caught fire too, glowing with warm radiance as Celestia's sun finished its daily trek across the sky.

It was hard to believe that no magic was involved here. The changeling had never seen such a beautiful product of nature. Her childhood home had been a lifeless wasteland, stripped bare of anything useful and then abandoned. "Amazing," Carrot Cake breathed. She took the bowl of salad Braeburn offered and dug in, famished from the hard climb.

"Used to come out here all the time," Braeburn said between bites. "Family lost the orchard when I was just a little colt, but Pa knew a fair bit of metalworkin' so we got by with that. When he heard there was a settlement startin' up out here he couldn't wait to give it a shot." He watched the apple trees vacantly, as though somehow unimpressed. "Somethin' went wrong with the farm. We never did figure out what. Things just seemed…unlucky, I guess." He pointed at a small patch of green that stood out in the sea of orange below. "It was over there, near the river."

Carrot Cake felt as though somepony had poured ice water down her back. She was certain that was Leshy's lair! The orchards below were planted in squares, like a giant quilt. The best real estate would have been the fertile land near the bend in the river, but there were no apple blossoms to be found there.

"We tried for a few years," Braeburn said wistfully. "It just didn't work out. Pa said the land wasn't cooperatin', like it was fightin' him somehow."

"I suppose sometimes life doesn't work like we wish it would." Carrot Cake moved closer to Braeburn and leaned against him, enjoying the view and the delicious food. Braeburn's momentary unhappiness fell away and was replaced with the usual cocktail of friendliness and a deep desire to be closer.

At last, intimate affection! The changeling drank it in, tingling from head to hoof as a river of magic flowed through her. She basked in Braeburn's warmth and lost herself to the brilliant display in front of her.

Time passed quietly, as though afraid to interrupt the gentle silence that fell over them. The changeling was munching on apple pie for desert as the sun finally finished its downward journey. "We should get going," she mumbled drowsily. "It will be dark soon."

Braeburn shivered beside her. "Braeburn? Is something wrong?" The changeling noticed that he wasn't as warm as he had been when they'd first touched. "Braeburn, answer me!"

"I-I don't…feel…s'good." Braeburn was shivering violently and his breathing came in ragged wheezes. Carrot Cake grabbed him with her forelegs and tugged him toward the little path down the mesa. "S'alright. I'll just…I'm just tired is all. I just need a nap."

"Don't fall asleep!" the changeling begged. "For Celestia's sake, stay awake! Braeburn, can you hear me? Stay awake! _Braeburn_!"

* * *

Taking Braeburn to the hospital took some doing. Carrot Cake was able to use her magic while nopony was watching, but after a while her strength began to fade. She had been starving for affection in the most literal sense possible for weeks, trying not to feed too much from those around her. It had helped her blend in, but now she was paying the price; she had fed too much on one pony.

When her magic finally died Carrot Cake had almost made it back to Appleloosa. She used her last reserves of power to lift Braeburn onto her back. "Almost there," she grunted, straining under the weight. Her legs were beginning to shake and there was a nasty cold feeling where her horn would normally be. She wasn't sure how much longer she would last without help.

_Long enough!_ She told herself. Carrot Cake soldiered on, finally making it to town and stumbling into the hospital with her charge. "Help! Somepony help me!"

Help came impressively fast in a hospital when a pony started screaming. In moments Braeburn was taken from her, floating away in the grip of a unicorn's magic. After what felt like an eternity of waiting Carrot Cake was allowed to see him. He was resting in a hospital bed, recovering from what one doctor had called "the strangest case of exposure in Equestrian history".

It made sense for the staff to be baffled; how could a pony nearly freeze to death in the broiling heat of a desert?

Carrot Cake scooted a chair over to the bed and sat down. She touched Braeburn's hoof gently, just to be sure he would be alright. She could feel his blood pumping, his body comfortingly warm and healthy now that she'd stopped feeding. "I'm so sorry," she whispered, and settled in for a rough night in an uncomfortable chair. She'd done him enough harm already; she wasn't about to let him wake up alone.

Carrot Cake woke with a start at around three in the morning. She'd had a bad dream, but couldn't remember the details. It was probably better that way. She was getting settled again for another round of sleep when she noticed that Braeburn had woken up as well. "Howdy," he said quietly. "How's this for role reversal?

"Howdy. Y-You scared me you big dummy. It's rude to do that on a first date."

Braeburn grinned. "Sorry. That wasn't my intention, ya know."

"I know." Carrot Cake held his hoof in hers, resting her head against the mattress next to him. "For a while I thought our first date would also be our last. That would have been a pity. I'm glad you're okay."

"Me too. In fact, I feel great! It's weird how good a pony can feel after passin' out like that. Maybe I'm just tough that way. I wouldn't worry too much if I were you, darlin'. The doctors'll get me all sorted out in no time."

Doctor Stable's voice startled both of them. "Indeed we will," he said, peeking into Braeburn's room to check on them. "It's a good thing your friend got you here in time. You're very lucky." Carrot Cake wanted to say that luck had very little to do with it, but trying to explain how a simple earth pony had somehow used magic would only cause trouble. "Can I speak with Ms. Cake for a moment?"

Braeburn nodded, forgoing his usual full-body shrug. He curled up with his pillow and immediately fell asleep. Carrot Cake tiptoed out of the room and shut the door behind her. When she turned around Doctor Stable's scowl was only inches away. She had never seen him angry before. "I just want to know why," he said quietly.

"What are you talking about?" Carrot Cake demanded. "Why what?"

"He trusted you!" Stable hissed. "He was never anything but kind to you. Why would you do something like this to a pony that loves you?"

"How long have you known?" Carrot Cake let a hint of her changeling eyes show. "How long have you known and how did you find out? Tell me!"

Doctor Stable didn't flinch like most ponies did when confronted with a mysterious creature. He even took a moment to adjust his glasses. "A pony does not easily recover from the kind of injuries you sustained without substantial magical intervention. We don't have the equipment for that in a small town like this. You healed too quickly."

The changeling wasn't sure how, but Doctor Stable managed to turn the tables on her. He backed her against the wall with nothing but the force of his will and the heated anger that smoldered in his eyes. "Now tell me why you did this."

"It just happened!" Carrot Cake blurted. "I don't know! I've never been able to feed on one pony for this long. It was an accident!"

Doctor Stable's face softened almost imperceptibly. "You have to go," he urged. "Whatever your intentions, good or bad, you can't stay here if you're putting other ponies in danger."

"I'll stop feeding."

"You can't. You'll starve. A changeling can't survive on normal food alone."

Carrot Cake glanced back at Braeburn's room. "You just watch me," she growled. "I'll do whatever I have to. I'll waste away and die if that's what it takes because I am _not_ going back to life in the Swarm!"

Somepony cleared her throat right next to her. Carrot Cake squealed and spun around, too afraid to be embarrassed at the noise she'd made. Mjölna towered over her, pitiless yellow-brown eyes hard and unforgiving. A sledgehammer, battered and worn from use, hung from her saddlebag. The head was bound with iron bands that had been beaten flush with the rest of the metal. "Am I interrupting?"

"She said it was an accident," Doctor Stable said. "Maybe-"

"She's lying!" Mjölna snarled. "There isn't a fey creature in existence that feeds without meaning to. She's just trying to trick you into feeling sorry for her. I've seen crocodile tears before and I'm not impressed. Braeburn could have died tonight, Doc."

"But he didn't!" Carrot Cake argued. "I carried him all the way here!"

"Maybe you're just desperate. Maybe you've got Braeburn enthralled. Some of the fey can trick a pony into loving them; he'd beg us to let you stay even if you bled him dry."

"I really don't think that's the case," Doctor Stable argued. "He seems very coherent."

Mjölna shrugged. "Maybe, maybe not. She's dangerous in either case. Remember what I said about staying out of the way."

Carrot Cake began backpedaling, accidentally stumbling into Braeburn's room. Her face was streaked with tears, none of which were for show. "I don't want to hurt anypony!" She said. "I just want to be left alone!"

Doctor Stable put a hoof on Mjölna's shoulder and tried to hold her back. "We should all just calm down and think about this rationally," he soothed. "There's no need for this to get messy."

"There won't be a mess." Mjölna reached into her saddlebag and pulled out a glass vial. "Wash an' earn!" she mumbled around the stopper before pulling it loose. She dropped the vial to the floor and took a step back to admire her handy work. "Check this out."

Vapor snaked out of the bottle and wrapped around the changeling. She was already backed into a corner, so there was no escape. Her body twisted and flexed as it resumed its original appearance. The transformation wasn't painful, but the feeling of some other force shaping her body was extremely unpleasant.

Doctor Stable looked remarkably calm for a pony that had just witnessed a changeling transform. "Really now, she insisted that it was an accident. We could at least hear her out."

Braeburn sat up and rubbed at his eyes. "What in the hay is goin' on in here?" he grumbled. In a panic Carrot Top tried to change her shape again, but she hadn't replenished her supply of magic. She watched helplessly as Braeburn stared in horror at the strange creature that had invaded his room. "What in tarnation _is_ that thing?"

"A changeling!" Mjölna exclaimed. "It might even be one of the gang from Canterlot. Everpony take a few steps back and let me work. They can be really quick when they need to be." She reached back for her hammer as Braeburn scrambled out of bed and onto the floor.

The changeling met Braeburn's gaze as he was regaining his balance. His eyes widened in recognition just as the hammer came free. "Is that…Carrot Cake?"

Mjölna swung her hammer and the room transformed into a maelstrom of movement. The changeling ducked the first attack, but Mjölna came at her again so quickly that she almost couldn't get away.

Almost. Mjölna had made a lot of false assumptions in the last few minutes, but she was right about one thing: the changeling was fast. She was so fast, in fact, that she had time to plant a hard kick square onto Mjölna's backside as she skittered beneath her swing and made for the door.

The hammer flew by and crashed into the wall on the opposite side of the hallway. The cruel, searing pain of iron raked her hind leg and the changeling screamed, losing her footing for a moment before continuing on with a heavy limp.

Iron was poison for the fey. The changeling knew she wouldn't die from such a small cut, but the area around the injury would be very slow to heal. Her leg was going to be of little use for the next week or two. She limped into the lobby and hid behind the front desk, praying that nopony was going to follow her. There was no way that she could outrun Mjölna with an injured leg and no wings. Her only chance was to hide.

The receptionist's frightened screams were not helping. Carrot Cake tried raising her hooves to show that she meant no hard, but the poor mare working the front desk was in hysterics and probably thought she was about to attack.

Finally, exhausted and extremely annoyed, the changeling reared back and opened her mouth as wide as it would go. She made a noise that sounded like an especially forceful wet cough and expelled a glob of green goo right into the mare's face.

The screaming immediately stopped as the receptionist frantically tried to scrape off the hardening goo. "There," the changeling sighed. "Much better. You've got a very impressive set of lungs, you know."

After a few more minutes of silence the changeling decided that it was safe to leave. She hobbled out the door, down the thankfully empty street, and out of town.

* * *

Mjölna didn't try to follow the changeling right away as Doctor Stable had expected. She focused on Braeburn instead. The cowpony was understandably confused, and it didn't look like it would take him long to turn confusion into anger.

Very few ponies had ever seen Braeburn this upset before. Doctor Stable had to admit that it was a sight to behold. The deputy-lawpony-slash-apple-farmer was usually so docile that nopony had reason to give him a second thought, even though he stood six inches taller than the average pony and had a body hardened by years of physical labor. He wasn't the most intimidating pony in town, but he was hardly a pushover. "What did you do to her?" he demanded. "Tell me right now 'fore I get riled."

"Nothing." Mjölna had retrieved her sledgehammer and was now trying to secure it on her saddlebag. "She was always like that. I just broke the illusion. She's been feeding off your love and affection for some time now. She's used you for food."

"She wouldn't!" Braeburn insisted.

"She would and she did. She almost killed you tonight." Mjölna finally managed to hook the strap across her back, but the hammer slid free and fell to the floor. Doctor Stable rolled his eyes and grabbed it in a sparkling cloud of magic. "Thanks," Mjölna said as her friend affixed the weapon to her back. "Anyway, like I was saying, she's a changeling. They feed on love and they can do funny things to a pony's mind if they get close enough. It's weird though; they've usually got wings."

Mjölna waited while Braeburn processed the events of the last few minutes. "I'm sorry," she said quietly. "I know that probably doesn't mean much now, but it's true. Something like this shouldn't happen to anypony, much less one as nice as you."

Doctor Stable agreed. He hated to see Braeburn so terribly upset. Of all the ponies in Appleloosa that it could have picked, the changeling had latched onto the most cheerful and kindhearted of the lot. But then, he reasoned, that was probably what made Braeburn such an attractive target in the first place.

"You needs to stay here," Mjölna continued gently. "Your mind isn't right yet. I know it hurts but you aren't thinking clearly. Once her hold on you weakens you'll see things a little better."

"Where are you going?" Dr. Stable asked.

Mjölna stared blankly at her friend. "Where do you think? I've got to grab a few things from my hotel room. After that I'll get some rest and track her down when it isn't so dark outside. Where else would I be going?"

"Can't ya just let her go?" Braeburn asked. He was starting to sound desperate, as thought he was the one being hunted rather than a parasitic monster. "She didn't mean t' hurt anypony."

Mjölna shook her head sadly and adjusted her saddle bag. "If there was a hungry wolf prowling around town, would you just leave it alone? Of course not. You'd try to scare it away because it's dangerous and because you have a responsibility to your neighbors. Now if you'll excuse me, I've got a hunt to get ready for. Doc, keep Braeburn here and don't let him out of your site. He might try to go after her."

"I'll keep an eye on him," Stable promised as he followed his friend into the lobby. The nurse sitting at the front desk was trying to pry a hardened mass of green goo off of her face. "Be careful. I'd hate to have to patch you up again."

Mjölna grinned as she trotted away. "You need the practice."

Doctor Stable tried not to worry. _She's a professional,_ he thought as he struggled not to notice the two hoof-shaped bruises forming where she'd been kicked. It would be extremely impolite and he was pretty sure she would notice his noticing. _She does this sort of thing all the time._ Somehow the idea of Mjölna dealing with mortal danger and near-death experiences on a regular basis didn't make him feel any better.

Doctor Stable arrived at Braeburn's room to find that the cowpony had escaped out the window. "One job!" He cried angrily. "I have _one job_ and I mess it up in under a minute!"

* * *

_The part where Carrot Cake goes all _Alien_ on the receptionist almost didn't get included, but I liked it. We've all wanted to do that to someone before, right? Not…not spit on them. I mean we've all wanted to shut someone up. Spitting on them would be weird and gross. Don't spit on people, kids!_

_Poor Doc Stable. He's been friendzoned pretty hard, hasn't he? I feel for you, man. You'd think being a freakin' doctor would count for something. Would it help if I told you that __Mjölna wasn't in this story at all when I first wrote it?_

_Yes, I made a terrible OC. His name was Hangin' Crime, and he was a serious monster killer. He was dark and gritty and angry enough that there was no possible way something like him could have come out of a peaceful place like Equestria. We've all seen that character a hundred times and it never works. I got rid of him and used __Mjölna instead. I think she fits a lot better. What do you guys think? Did I make her seem too coldhearted?_

_Also, I've been trying something a little odd. When Carrot Cake does something supernatural she isn't usually called by her pony name. I'm not sure if I like doing that, or if it even makes a difference._


	4. Chapter 4

The changeling had been walking for nearly an hour before she found the mesa she was looking for. The narrow path was even more difficult than she remembered it being but she eventually reached the top and heaved herself onto more level footing, panting and exhausted by the climb. The orchards were less spectacular by moonlight, but the changeling still enjoyed the view.

She wasn't the only one. Braeburn was sitting close to the mesa's edge and fidgeting with the corner of the table cloth that had been left behind. He stared at her for a while, either trying to get used to her true shape or trying to make out any shape at all in the dim moonlight. "Did ya keep the green eyes on purpose?" he finally asked.

"Pure coincidence." The changeling forced a laugh and nearly choked on it. The knot of worry clenched in her stomach almost made her wish that such a thing was lethal, just so she wouldn't have to hear what he had to say to her now."Can I sit down?"

"Plenty of room." The changeling timidly hobbled over. Her leg was getting worse; the hammer had left the flesh around the wound grey and sickly. Putting any weight at all on the leg made it buckle.

The changeling lowered herself down beside him. "I didn't mean to hurt you," she whispered. "I know you don't have much reason to believe me, but it's the truth."

Braeburn did his four-point shrug. "I know. Mjölna said ya were just lookin' for a meal, but ya went an' drug me all the way back to Appleloosa. No reason to do that if I was just food."

"I could have been trying to keep my meal ticket alive."

"By makin' a scene in front of the only pony in town that coulda put two and two together? I don't think so." Braeburn smiled a tiny, satisfied smile. "I think ya just like it here. Can I ask what really happened on the night I found ya?"

To the best of her knowledge there was no good way to tell him that she had attempted to overthrow Celestia, so the changeling didn't try. "We tried and failed to take over Canterlot. We were forcibly removed. I'm sure that you've already heard the details of what happened."

Braeburn's gaze traveled up and down her back, settling on the two scabby patches where her wings used to be. "Must have been pretty forceful."

The changeling bit her lip anxiously. "It was forceful in a way that only an alicorn goddess could manage. I was lucky to survive with all four legs still attached."

"Yeah. Those are weird." Braeburn gently tugged at one of her forelegs. "Do they whistle when ya run?"

The night suddenly seemed much quieter than it had a few moments ago, as if Braeburn's words had somehow swallowed up whatever background noise the desert produced. _He's trying to comfort me_, the changeling realized. _Why would he do that? What kind of maniac actively pursues something that could kill him_? "I don't know about running, but they do when I fall." She laughed and surprised herself by not having to fake it. "You aren't mad at me?"

"Sure I am. I don't like bein' lied to."

"Oh." The changeling tried to take rejection gracefully. It wasn't such a surprise, she supposed, even if it hurt more than she thought it would. She had been hoping for so much more, but she had asked too much of the world. She was a parasite and no amount of pretending would change that. "That's okay. I understand."

Braeburn gently nuzzled her cheek and then capitalized on her surprise with a kiss. Her teeth, which were sharp and serrated like those of a shark, didn't seem to bother him at all. Fortunately it was a chaste kiss, otherwise his tongue-

_Stop thinking like that,_ the changeling scolded herself. _What would your nest-maid think?_

Braeburn held the kiss for ages, but it still wasn't long enough. When they parted he was smiling like he'd won a blue ribbon at a rodeo. "No ya don't." He pursed his lips thoughtfully and frowned. "That wasn't as bad as I thought kissin' a bug would be. I expected mandibles."

"I'm sorry to disappoint." The changeling was relieved that he still liked her; perhaps it wasn't love, but it could easily develop with time. As insanely impossible as is she knew such things were, she found herself hoping that they would have time to love each other. A mare could dream, right? "I would have told you the truth if it were possible."

Braeburn scooted a bit closer. "I know ya would have," he chuckled. "What do we do now?"

"We?" The changeling stared at him, dumbfounded at his casual declaration of loyalty. "_We_ don't do anything. You can't come with me, Braeburn. You belong in Appleloosa."

"So do you!" Braeburn argued. For the first time that night he seemed genuinely angry. "It ain't right, forcin' a pony away from a place they love! Mjölna thinks you're a danger to the rest of us, but she doesn't know ya like I do. Ya deserve a chance."

With a heavy sigh the changeling rocked back onto her hooves and stood up. "You really shouldn't come with me," she said half-heartedly.

"Ya can just throw that nonsense right on outta your head. I'm goin', and that's that."

"Then we'll need to convince Mjölna that I'm not what she thinks I am." The changeling looked up at the starry sky and let out a frustrated snort. "This would be easier if somepony besides you believed me. She thinks I've gotten my claws into you, so whatever you say can be ignored. A more cynical pony would note how convenient that makes things for somepony trying to get rid of me."

Braeburn leapt to his hooves. "Then we get somepony else!" he exclaimed. "Who would she trust? What about Doc Stable?"

The changeling looked down at Appleloosa, noting that some ponies were still awake even at this hour. There were enough lights on that the tiny town glowed in the darkness, a glob of orange amid the orchards. Somewhere down there was the hospital where she'd recovered from her injuries. Was the doctor there now? "I don't trust him. He seems nice, but he might not help us. He might decide that Mjölna knows best."

"So where do we go?"

The changeling let her gaze drift upward, looking beyond Appleloosa to the strange, wild forest that nopony could tame. "I've got a plan. Well, more of a notion." She and Braeburn exchanged worried glances. "Alright, so I sort of have a vague concept that might be leading us in the right direction."

"Please tell me that ain't the best we've got."

The changeling snorted. "You said you didn't like being lied to."

* * *

Braeburn followed the changeling across the desert in silence. They had decided that it would be best to avoid passing through town. Even if the changeling fed enough to change shape, which did not seem like a good idea, Braeburn would be recognized immediately.

Mjölna was still after her. The changeling could feel her in the back of her mind, a relentless hunter that would follow her to the ends of Equestria and beyond if she had to. The changeling was used to being a hunter, but now she was getting a taste of what it felt like to be prey. She didn't like it. Chrysalis had told her that ponies were weak, soft, and ripe for feeding. Her queen had lied; ponies were terrifying when they had to be.

Braeburn said something and the changeling snapped out of her dark reverie. "Huh?" she asked.

"I said that Carrot Cake ain't your real name. What do I call ya?"

"Changelings don't have names."

Braeburn frowned thoughtfully. "Well I have to call ya somethin'."

"Carrot Cake is fine. I never had a name until I made one up. I've gotten attached to it." _Though in hindsight I should have picked a better one,_ the changeling thought with only a little regret. _What kind of a name is Carrot Cake for a pony that doesn't know how to cook? I should learn. That might make the name fit a little better. I wonder if Apricot Jam could teach me._

Soon they came to the abandoned homestead that Leshy had claimed as his lair. Braeburn lingered by the broken down farmhouse for a few minutes, examining the remains of his childhood home. "Don't like seein' it so quiet," he muttered. "Just don't seem right. Lotta love went into this place, and now there ain't nothin' left of it."

Carrot Cake nodded in agreement. "Let's get moving," she said. "The sun will be up soon. If I still had them I'd bet my wings Mjölna will track us across the desert as soon as there's enough light to see by."

"She does seem like the persistent type," Braeburn agreed. He reluctantly turned away from his old home and the memories within. Carrot Cake resolved to learn more about what had happened to him sometime when she wasn't busy fleeing for her life.

The forest was as welcoming as a swimming pool filled with iron shavings. Carrot Cake stayed close to Braeburn, well aware that Leshy might take offence to her bringing a mortal pony into his domain. His invitation was extended to _her_, not necessarily her friends, and the fey despised mortal beings on principle. Equestria would have been conquered long ago if not for the fact that it was ruled by two of the most powerful creatures in the universe.

Well, that and the fact that the only thing the fey despised more than mortals were other fey. Alliances were few and far between and generally involved trying to stab an ally in the back before being stabbed yourself. Such environments rarely led to strong friendships.

"Who lives out here?" Braeburn whispered. He eyed the forest around him warily, as though expecting the trees themselves to attack. He was right to be afraid, but Carrot Cake didn't want to tell him so.

"He's a spirit of the forest," she explained. She made sure to keep her voice low as well. It wouldn't make any difference if Leshy decided that they were no longer welcome, but maybe it would make Braeburn feel better. "He mentioned knowing lots of important…_things_ the last time we met. He might be highly regarded enough to convince Mjölna to leave us alone." She winced as her injured leg caught on a tree root. "I hope he can help, because otherwise I'm out of ideas."

"Is he dangerous?" Braeburn whispered.

Leshy appeared in front of them without any sort of warning whatsoever. There was no fanfare, no impressive visual tricks, and not a single leaf rustled at his arrival. Such a quiet appearance had never startled two ponies so much. "You have no idea!" he proclaimed happily. "Wonderful to see you again, my dear. Who is this you've brought with you?"

"His name is Braeburn," Carrot Cake said. "I'm sorry I didn't ask before bringing him, but I didn't have a choice; we're being hunted. Can you help us?" She put her hoof on Braeburn's shoulder, both for physical and emotional support. "I have no way to repay you right now. Someday I may have something of value, or I could serve you for a few years if you prefer."

The look of despair on Leshy's face was so intense that it was almost heartbreaking. "The cruelty of the fey continues to astonish me," he said. "Maybe now you an understand why I prefer to be alone. There is more to life than debt and repayment, little one. We are friends and you need help. Why would you think that anything more is required?"

Carrot Cake felt hope stirring in one of her hearts. "So you'll help us?"

Leshy chuckled and whistled for his wolves. "I think I can scare away whatever is after you without much trouble."

"Reckon you'll have more of it than ya expect," Braeburn snarked. "Mjölna don't seem like a quitter and I doubt she'd be afraid of a few wolves. The pony hunts monsters for a livin', remember?"

Leshy's confident smile dwindled. "_That's_ what you want help with?" he asked. "Equestria's greatest monster hunter? I'd like to mention that I haven't raised a hoof in anger in over two hundred years and I'm in no hurry to start now!"

"We don't want you to hurt her," Carrot Cake explained. "We just need you to talk to her. Can you convince her that I'm harmless? You're an important pony, right? Would your word be enough?"

"Uh, no." Leshy reached out a hoof to pet one of his timber wolves moments before it came rushing out of the darkness. "I'm not as influential as you seem to think. I may have accidentally misled you."

The hope she'd been nurturing so carefully dried up and died. "You lied to me?" Carrot Cake asked fearfully.

"I didn't mean to!" Leshy argued. "It wasn't as though I expected you to show up the next day with a monster hunter following you! And I didn't lie; I just…exaggerated a bit. The last time I met anyone important was almost two hundred years and one hundred feet ago. No one would recognize me now. That's what happens when you spend a few centuries living in a forest and doing nothing more productive than talking to yourself; your friends forget about you."

"So you can't make her listen to you?"

Leshy's gaze fell to the ground. "Well…no."

"I see. I'm glad to have entertained you for a while. Come on, Braeburn. Let's go."

Braeburn fell into step behind her and leaned in close to whisper "You alright?"

"No, I'm not." Carrot Cake felt her bottom lip starting to quiver. "He lied to me just like Chrysalis did. He made himself seem big and important and when I needed him he wouldn't help me. Is this going to keep happening to me?"

Braeburn draped one of his front legs over her shoulders. "We'll figure somethin' out," he promised. "Just you wait. Maybe some ponies in town would vouch for you."

Once again Leshy appeared in front of them, but this time it was much less startling. "That may not be necessary," he said. "There's a chance –a small one, mind you- that I can still help. Changeling, do you really love Braeburn?"

Carrot Cake looked over at her friend, the cowpony that had faithfully been by her side while she recovered. She'd become very attached to him, but was it right to say that they were in love? "Not yet," she decided. "Love takes time. It doesn't happen all at once. I think I could, if that makes a difference."

Leshy smiled sadly. "It makes all the difference in the world," he said. "Right then! I need to have a word with an old acquaintance. Braeburn, you're coming with me. I don't want you messing everything up when Mjölna arrives." Leshy winced as though he'd been stuck by an iron poker. "That was rude, wasn't it? Sorry. Antisocial hermit and all that."

* * *

_I'm thinking about moving up to . I always find it easier to read stories there, since is just a white background with a huge blob of text on it. Maybe I'll even be able to submit something to EQD! That would be cool. I've tried in the past, but looking back I'm not happy with anything I sent in. What do you think? Is this one good enough?_

_So…here you go. Usually my comments are much longer. I'm not used to being this concise._


	5. Chapter 5

Carrot Cake couldn't tell how long she waited for her friends to come back. Braeburn and Leshy had disappeared to Celestia only knew where, leaving her to twiddle her hooves while Mjölna slowly closed in on her. She could not remember a time when she'd felt more helpless.

Actually, now that she was trying, falling out of the sky without wings came to mind.

The sun was hidden by the thick canopy, making it almost impossible to tell time. It probably wouldn't have mattered anyway; Carrot Cake had been in the presence of powerful fey creatures before and knew that time often flowed differently around them. She might spend all day waiting in this forest and find that only ten minutes had passed for the rest of the world.

Slowly the changeling began to notice that the forest had gone quiet. No birds sang and no animals scampered around in the tree branches. Every sign of life had disappeared. Carrot Cake backed up against a tree, feeling more and more uneasy. If she'd had hairs on the back of her neck they would have been standing on end.

Leaves crunched nearby and Carrot Cake nearly jumped out of her chitin. "Please tell me you're Braeburn. Please?"

"Uh-uh." Mjölna strolled out of the forest, sledgehammer clutched in her jaws. Braeburn was hanging over her shoulders, limp and motionless. The changeling started toward them, but Mjölna brandished her hammer threateningly. "No!" she shouted. She placed the weapon by her side and casually leaned against a tree. "Don't come any closer. We've got a few things to iron out, you and me."

Carrot Cake watched Braeburn, praying for some sign of life. "Is he…please, you didn't…."

Mjölna rolled her eyes and let Braeburn slide off her back. "Don't be a drama queen," she said. "He'll be fine. I didn't want him awake for this. Now, I think it's about time for that ironing I mentioned."

"Interesting choice of words," Carrot Cake muttered. "And with all due respect, I don't think we have much to discuss. You want me to leave and I want to stay."

"It didn't have to be this way," Mjölna sighed. "But maybe it's my fault. If I'd acted sooner, this might not be as painful."

Carrot Cake shrugged, letting the chitin on her left side shift a bit. It still didn't mesh quite right, and probably never would. She was scarred for life. "I just w-"

"Yeah, you want to be left alone." Mjölna sneered. "Heard it before. Ever seen what happens to a pony when a changeling won't quit feeding on him? Of course you have. You've probably done it yourself."

"Shut up."

"They get tired and sickly, like they haven't eaten in days. Sometimes they get really confused."

"Stop it!"

"They start sleeping a lot," Mjölna continued. "Eventually, maybe a week or two later, they fall asleep and don't wake up. It's a sad, pathetic way to end a life."

Carrot Cake felt like somepony had grabbed hold of her heart and was slowly, cruelly squeezing it. "I didn't mean to hurt him!" she choked out.

"Braeburn might end up that way if I let you stick around. Is that something you could live with? You almost killed him, even if it was an accident. That's going to keep happening. Eventually he'll waste away and die because you were too selfish to leave him alone."

Carrot Cake sat back on her haunches, head hanging low. "I don't want to leave," she whispered. "Please don't make me. It isn't fair!"

"I don't have a choice!" Mjölna shot back. "Even if you're telling the truth, which I highly doubt, you're dangerous. You can't be trusted around ponies." She left her tree and cautiously approached the distraught changeling. "This is the way it has to be. Neither one of us has to like it."

Carrot Cake stood and took a step in Braeburn's direction. She cast a questioning glance at Mjölna, asking for permission. "Go on," she sighed.

The forest remained as silent as a grave. Carrot Cake knelt beside Braeburn and held his head in her hooves. He was handsome in a modest sort of way, even considering all that he'd been through today.

She hadn't gotten the chance to be this close to him until now; their relationship had ended almost before it had gotten off the ground. It was a shame, really, because he seemed like such a nice pony.

Which was, of course, why she had to go. "You have to promise me something," Carrot Cake said, still cradling Braeburn in her hooves. "I'll leave Equestria and never come back if you do. I'll run so far away that you'll never, ever hear another word about me for the rest of your life but first I need you to promise that you'll look after Braeburn."

"Huh?" Mjölna around as though a different Braeburn would appear and her request would make more sense. "Why? What's wrong with him?"

"Nothing, apart from whatever you did to knock him unconscious." Carrot Cake shot a glare in her direction. "I'd just feel better with somepony watching out for him. There are a lot of dangerous creatures out there and if anything ever happened to him I don't know what I'd do."

Leshy materialized directly in front of Mjölna, causing the earth pony to yelp and reach for her hammer. "If anyone tries to get their grubby little hooves on Braeburn, unlikely as that may be, they will have to deal with me." He smiled modestly. "I'm no alicorn, but I can tear anything he's likely to run afoul of into tiny pieces if I see fit."

"That settles it," Carrot Cake said. "I'll pack tonight."

Leshy held up a hoof for attention. "Don't start making travel plans just yet. Somepony else might want to weigh in on the matter. He should be here very soon."

"Who are you?" Mjölna demanded, setting her sledgehammer down so that she could speak. "What in the hay is going on here? I was expecting a changeling, but-"

"But not something like me!" Leshy exclaimed. "Yes, I know. I get that a lot when I appear out of thin air."

"You interrupt a lot," Mjölna observed. Carrot Cake giggled. "Who's this that we're waiting for? I don't like surprises."

Leshy smiled the most harmless, good-natured smile he was capable of. "I can see why you wouldn't in your profession, but trust me when I say that I don't mean you any harm. We're waiting on a friend of yours."

Mjölna somehow managed to look _more _apprehensive than she had before. She held her weapon at the ready and backed against a tree to stop anything from sneaking up on her.

After several tense minutes a loud crash followed by some hushed swearing signaled the arrival of the mystery guest. Doctor Stable limped his way into sight, one foreleg bruised and held tenderly aloft. "I…I made it!" he wheezed. "Just let me catch…ugh, my breath."

"What's wrong with your hoof?" Mjölna asked.

Doctor Stable wiggled it a bit and laughed. "I stumbled over some tree roots and…and twisted it. Then I stumbled into the tree…when I tried to get up." He grinned apologetically at Mjölna. "My leg hurts, my lungs are burning, and I'm exhausted. I don't think I'm cut out for this sort of thing."

"That's fine," Mjölna said. Carrot Cake thought she could see the ghost of a smile on her lips. "Most ponies aren't; there's no shame in that. Here, I've got some water." She reached into her bag and began fumbling around for something.

Stable limped over to his friend, grinning with relief and sweating from the heat of the forest. "Thanks," he sighed. "I tried to get here as soon as I could. Something interesting turned up in Carrot Cake's medical report."

"Mmhm," Mjölna muttered. She pulled out a corked glass bottle and grabbed it with her hooves. "I bet it did." She yanked out the stopper and tossed the bottle at her friend.

Doctor Stable backpedalled as well as he could with an injured leg. "Wait!" he shouted. Murky tendrils of vapor flowed from the bottle and snaked around him, forcing his flesh to twist and contort wherever they touched. His golden-brown coat became black and glossy, his chestnut mane withered away into nothing, and his legs sprouted the familiar cavities of a changeling. The thing that had been masquerading as Doctor Stable chuckled nervously. "Hey, I know this looks pretty bad. Let's not overreact."

Mjölna had already grabbed her sledgehammer. She hurled it with perfect accuracy, the iron head cracking the carapace on Stable's flank with a _snap_ that resonated through the forest. The changeling tried to run, but he was now even more crippled than he had been before. He crawled away, begging for mercy in a pitiful, terrified voice.

Mjölna caught up with him at a leisurely pace and pinned him to the ground with practiced ease, her hooves at his neck. "Where's my friend?" She asked. Her voice, calm and very quiet, was one of the most frightening things Carrot Cake had ever heard.

The changeling didn't answer, though Carrot Cake didn't know if that was because he didn't want to or because he couldn't breathe. "This is your one and only chance," Mjölna warned. She bore down on the changeling's throat harder than before, so hard in fact that Carrot Cake was sure the chitin of Doctor Stable's neck would crack under the pressure. "Talk or die. I can find other leads if I have to. One way or another I'll find my friend and I swear to Celestia that I'll pull the legs off any changeling that gets in my way. Now _talk_."

Leshy strolled around the pair and eyes them curiously. "Perhaps he'd have an easier time talking if you let him breathe?"

Mjölna loosened her grip only enough to let the changeling breathe. She still kept the creature pinned to the ground. "I didn't do anything to the good doctor," the changeling wheezed. "He lives in Ponyville. Nice stallion, I'm told." He shot Carrot Cake a glance and made a face that seemed trapped halfway between a smile and a grimace. "I just borrowed his face. You know how it is."

"Lies!" Mjölna snarled. "I know the doctor. He's a good pony, and if you've hurt him-"

"I'm serious!" Stable insisted. "Remember…uh, remember the hoperot? Remember when you got some in your eye?" Doubt began to creep across the monster hunter's face. "What about when I wrote to you because I thought a troll was living in the hospital's basement?"

"Turned out it was a diamond dog," Mjölna muttered. "I…I don't believe it."

Doctor Stable winced as the pressure on his neck eased a little more. "It's been me all along. You've been friends with a changeling and you didn't even know."

"That's enough!" Mjölna said. She sounded so hurt that Carrot Cake felt an overpowering urge to give her a hug and tell her that everything was going to be alright. She might have tried, if not for the hammer lying within hoof's reach. "You can't be him, you just _can't_. We…we were friends! I trusted you and you _lied_ to me!"

"You're making a huge mistake." Doctor Stable rubbed the bruised tissue around his throat. "Just listen to what I have to say before you do anything you'll regret."

Mjölna didn't move away from her hammer, but she let Doctor Stable up. "What's there to regret?" she asked bitterly. "I can't trust anypony anymore." She glared accusingly at Leshy. "Did you have something to do with this? Who and what are you, anyway?"

Leshy bowed low and swept a hoof in a broad wave. "You may know me as the Hermit God," he said. "Leshivik Woodwose, if you prefer." He smiled excitedly at Mjölna's shocked expression. "She's heard of me! See? I told you I was important!"

"You're supposed to be a benevolent spirit," Mjölna said. "Why are you here? Why would you associate with changelings?"

"_Mostly_ benevolent," Leshy corrected. "Maybe you'd understand better if you listened to what your friend had to say."

Doctor Stable put a hoof on his friend's shoulder. Mjölna backed away, looking as though she wanted to sterilize the area he'd touched. "This isn't as bad as you think," he said. "I've been living with ponies for most of my life, and I've never harmed a single one of them. It isn't easy, but it can be done."

"Yeah, you _would_ say that."

Doctor Stable looked hurt, but continued anyway. "I know she can do it if she wants to. If she feeds just a little bit every now and then-."

"Is that what you do?" Mjölna asked. "Slowly bleed your friends without telling them?"

"Above all, do no harm." Doctor Stable grinned. His attempt at humor fell on unappreciative ears. "Lots of ponies in Appleloosa like me. I feed a little from each of them, so little that they don't even notice. It's enough to get by. Can you blame me for eating to live?" He began to look panicked, as though he hadn't considered what might happen if she could. "You can't, right? Please say that you can't."

For a long time Mjölna didn't answer, so Stable took a hesitant step toward her. "I'm sorry that I lied to you. I understand if you're mad at me, but don't hate me for doing what I had to. I needed to make a life somewhere, didn't I?"

Mjölna grabbed her hammer and hung it on the strap of her saddlebag before bitterly kicking over the empty glass bottle. She looked like she wanted to say something, but instead stammered out a few angry-sounding syllables before giving up and disappearing into the undergrowth so quickly that Leshy could hardly have done better himself. Doctor Stable followed as quickly as he could.

"Such a shame," Leshy remarked. "Mjölna doesn't strike me as a pony that makes many friends. It's sad to see her lose one of the few she has."

Carrot Cake snorted in disbelief. "You're joking right? Those two love each other more than they'd ever admit."

"Really?" Leshy grinned after the two. "I had no idea. Now, about you and Braeburn."

Carrot Cake looked down at the sleeping cowpony. His mane was a ratty mess after being hauled through the forest on Mjölna's back. She began gently removing debris, plucking out twigs and leaves with her clumsy hooves. She wished she could use magic, but that would make her hungry. "Is what Doctor Stable said true?" she asked. "Can I live safely in Appleloosa?"

"Maybe." Leshy's wolves slunk out of the darkness and took their places beside him. He rubbed one between the ears affectionately. "You don't have to steal love from Braeburn; he knows what you are and he likes you anyway. He'll give it freely."

"I could still hurt him!" Carrot Cake argued. "What good is staying if I put him in the hospital again?"

"For something that survives by consuming love you certainly don't know very much about it. Unrequited love is a very sad, lonely feeling." Leshy thoughtfully examined Braeburn's sleeping form. "He seems very healthy for a pony that nearly died last night."

"He mentioned feeling great when he woke up."

The forest spirit nodded approvingly. "I'd say you're giving back just as much affection as you're getting. His love isn't based on a lie anymore and it isn't unrequited."

"Then how do I survive if I'm just throwing love right back at him?"

Leshy sat down next to her on a convenient tree stump that hadn't been there a few moments ago. It seemed like his forest was providing for him, caring for him as he cared for it. "I don't know for certain, but the answer may have something to do with your queen. Do you know where changelings come from?" he asked.

"We hatch from eggs. Chrysalis was born centuries ago to a dying queen."

The forest spirit shook his head, curly green strands of his mane dropping bits of leaves and sticks as they moved. "She _would _say that. As with many of the fair folk, her origin is both more complicated and more tragic than you'd expect. She was once an Equestrian noblemare set to wed a knight from a distant land."

"Impossible," Carrot said automatically. "What could turn an ordinary pony into something like me?"

"She was hardly ordinary," Leshy admonished. "Her body changed over time. It was several hundred years before she actually looked like a changeling, but it all started when the knight gave her a love potion. He was rather ugly, among other things. He was convinced that somepony so beautiful wouldn't love him."

"And?"

Leshy looked up at the swaying branches of his forest. His eyes traced the patterns of light that filtered through the leaves, analyzing them with strange intent. "He was wrong. She already loved him dearly, but the potion went awry. He made it too strong and it bound them together magically."

"So?" Carrot Cake asked. "Being bound to a pony you love doesn't sound so bad."

"The knight didn't live long enough to marry her." Leshy suddenly seemed very tired, as though all his countless years were finally catching up with him. "The poor fool wouldn't stop trying to prove his love. He still thought her too beautiful a prize; he was convinced that she could never really care for a lowly knight, and a disfigured one at that. He set out to slay a dragon. His death was…unnecessarily cruel.

"Chrysalis was never the same. Time moved on, but she could not; she was still bound to him, and nothing could change that. She became bitter and hateful, eventually giving up her status and leaving Equestria. Whatever was left of her love for the world died, leaving an empty hole that she needed to fill."

"And she did so by stealing love from others," Carrot finished. "That explains why she never looked for a king; she still misses her knight."

"Hah!" Leshy barked. "That old husk of a creature? I doubt it. I think that whatever was good in her rotted away long ago. Her love for life was endless, and so the void it left behind is bottomless. Don't look for any redeeming qualities in her, little one. She'll drain the life from anypony that gets too close to the very last drop. It's all she's capable of."

Leshy lifted himself to his hooves with a grace that belied his true age. "Could you have helped him?" Carrot asked as he began to leave. "You said you were there. Could you have done something about it?"

Silence fell for a long time, and then there was a simple "No." He disappeared without another word, leaving Carrot Cake and Braeburn alone in the secluded grove. She looked down at Braeburn's still form and sighed. There was no way she could carry her friend through the forest, and she didn't feel like leaving him here. With nothing better to do she sat next to Braeburn and settled in for a nap. "Thank you," she whispered. "For everything, I mean. Not just today."

Braeburn's eye cracked open and he drowsily tried to sit up. He relaxed when he saw that they weren't in danger. "Howdy," he murmured.

Carrot Cake needed his affection, but only allowed herself a small taste of it. She transformed back into her earth pony persona, noting with some annoyance that her mane was a disheveled mess. It didn't seem fair that her mane was such a wreck since she hadn't had a mane at all until just now.

"Howdy." She gave him a little nuzzle and closed her eyes, deciding that she would still take a nap even though it was no longer necessary. Braeburn soon joined her in sleep, and together they spent the hottest part of the day in the protective shade of Leshy's forest.

* * *

Dr. Stable wasn't used to walking around without his disguise. After spending years as a pony his changeling body felt gangly and awkward, the chitin plates and strangely jointed limbs conspiring with the forest and his injuries to trip him up and hold him back.

He refused to let them succeed. He had been Mjölna's friend for a long time, and he knew that she had precious few others. He hurried to catch up with her, hooves clattering against one another as he tried to run faster.

The trees parted as he came to the old farmhouse. This was somewhat familiar territory, so there was a chance that Mjölna was still around. She had cleared out an infestation of hoperot in the cottage's basement several months ago. There had once been a family working this land, but they were long gone by the time she'd discovered the problem.

"Mjölna!" Stable called, using the voice she would recognize rather than his natural one. "Where are you?"

An iron hammer flew through the farmhouse's empty doorframe. It spun right by Stable's face before crushing a tree into splinters.

"Well now I know you aren't as angry as you look," he called. "If you were _really_ mad it would be my face getting smashed in with that hammer, not just a tree. Can we talk please?" There was no answer.

The changeling trudged into the house, hanging his head in resignation. Mjölna was facing away from him, lying on the floor and watching the stairs leading to the basement as though she expected to see vines of hoperot creeping up them. When she spoke it was through tears and with a strangled, weak voice. "I always thought of you as one of the few ponies that I could trust, but you aren't a pony at all are you? You're something else entirely."

Stable sat down next to her, joints clicking as he adjusted his posture. He really missed his usual body, but changing his shape wouldn't help him gain her trust. He wanted to make it painfully obvious that he was being honest with her. "Not _entirely_," he said quietly.

"You're nitpicking."

"Maybe I should have been a lawyer instead of a doctor."

Mjölna snorted. "No. Some things are even worse than changelings."

"Tell me about it. I've met some of them."

"I'm still mad at you."

"I don't blame you. Your friend turned out to be a bug." A few minutes of silence passed while each of them tried to get a grip on his or her thoughts. "We should get going," Stable said. "It'll be dark soon. If you want to, we can talk about this later."

Mjölna put her hoof on his shoulder when he tried to stand and pulled him back down. "We'll talk _now_. I don't like it when ponies I trust lie to me."

"And how many ponies do you trust?" Stable asked.

She didn't even need time to count. "Three." Mjölna glanced over at him and, though nopony else could ever have noticed, he saw her fighting a smile. "Well, more like two and a half now."

Dr. Stable grinned. "I can work with being half a pony."

"Good, because that's all you're getting."

Stable reached out and, very slowly, took her hoof with his. "I hate to bring this up, but you can't hide how you feel about me. It's in my nature to know."

Her mood immediately soured. "So when I'm around you I don't even get to be alone inside my own head? That's just great." As much as her words hurt, her tone was far worse. She sounded disgusted by his presence, sickened by the notion that such a creature could exist.

Something –he would never know exactly what- snapped inside of him. "What do you _want_ from me?" Stable hissed. His wings began buzzing in agitation. "This isn't something that I chose for myself! I didn't wake up one day and decide to start sucking emotions out of my friends like a parasite! I live this way because the only other option is to wander off into the desert and die. Is that what you want me to do? Are you going to run me out of town so I can starve?"

"But-"

"_Shut up_!" he yelled. "You liked me well enough when I was pretending to be a pony. We were wonderful friends when I was a handsome doctor with a chiseled jaw and a nice loft apartment! Yes, I lied to you. I'm sorry. Excuse me for not wanting villagers with torches and pitchforks chasing me around. It isn't as though I had any choice in the matter. I'd gladly pretend to be whatever makes you more comfortable, but don't complain that I wasn't _born _the way that you wanted me to be."

Mjölna said nothing, either shocked into silence or waiting for him to continue. "It's," Stable began, but he found that he didn't know what else to say. "It's not _fair_."

"I suppose it isn't." Mjölna put her leg across his back and leaned against him. "I'm sorry."

"C-can we still be friends?"

She gave him a friendly nuzzle before helping him onto his hooves. "Always, and no matter what. I promise. Let's get out of here; I don't want to be this close to the woods at night."

"You never let your guard down, do you?" Stable asked.

"Never." Mjölna retrieved her hammer and hung it from her saddlebags. Doctor Stable followed her out of the forest and tried not to worry about what tomorrow might bring. "Then again," Mjölna whispered to herself a few minutes later, "there's a first time for everything."

* * *

_BAM! Plot twist. Did you see Doctor Changeling coming, or was he a surprise?_

_I'm thinking about submitting this to EqD. If I do that, I'll first move it to , because I like the format of that site WAY more than this one. What do you guys think? Is this story ready to be submitted? Opinions! Suggestions! Your overlord demands it!_

_Um, I mean, if you don't mind…if that's okay with you…_


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